UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-K/A
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1999
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
0-24780 33-73002-01
(Commission File Number) (Commission File Number)
Protection One, Inc. Protection One Alarm Monitoring, Inc.
(Exact Name of Registrant as Exact Name of Registrant as
Specified in Charter) Specified in Charter)
Delaware Delaware
(State of Other Jurisdiction (State or Other Jurisdiction
of Incorporation or Organization) of Incorporation or Organization)
93-1063818 93-1064579
(I.R.S. Employer Identification No.) (I.R.S. Employer Identification No.)
6011 Bristol Parkway, Culver City, 6011 Bristol Parkway, Culver City,
California, 90230 California, 90230
(Address of Principal Executive Offices, (Address of Principal Executive
Including Zip Code) Offices, Including Zip Code)
(310) 342-6300 (310) 342-6300
(Registrant's Telephone Number, (Registrant's Telephone Number,
Including Area Code) Including Area Code)
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Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange On Which Registered
Common Stock, par value $.01 per share, New York Stock Exchange
of Protection One, Inc. 6 3/4% Convertible
Senior Subordinated Notes Due 2003 of
Protection One Alarm Monitoring, Inc.,
Guaranteed by Protection One, Inc.
Securities registered pursuant to Section 12(g) of the Act:
(None)
(Title of Class)
Indicate by check mark whether each of the registrants (1) has filed
all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period
that such registrant was required to file such reports) and (2) has been subject
to such filing requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of each registrant's knowledge, in definitive proxy
or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. [X]
The aggregate market value of common stock of Protection One, Inc. held
by nonaffiliates on March 24, 2000 (based on the last sale price of such shares
on the New York Stock Exchange) was $32,213,180.
As of March 24, 2000, Protection One, Inc. had 126,945,337 shares of
Common Stock outstanding, par value $0.01 per share. As of such date, Protection
One Alarm Monitoring, Inc. had outstanding 110 shares of Common Stock, par value
$0.10 per share, all of which shares were owned by Protection One, Inc.
Protection One Alarm Monitoring, Inc. meets the conditions set forth in General
Instructions I (1)(a) and (b) for Form 10-K and is therefore filing this form
with the reduced disclosure format set forth therein.
DOCUMENTS INCORPORATED BY REFERENCE:
Portions of Protection One, Inc.'s proxy statement on Schedule 14A to
be furnished to stockholders in connection with its Annual Meeting of
Stockholders are incorporated by reference in Part III of the Form 10-K. Such
proxy statement is expected to be filed with the Commission prior to April 29,
2000.
<PAGE>
This amendment to the 1999 Form 10K as originally filed is made solely
to correct this signature page.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrants have duly caused this report to be signed
on their behalf by the undersigned, thereunto duly authorized.
PROTECTION ONE, INC.
PROTECTION ONE ALARM MONITORING, INC.
March 28, 2000 By: TONY SOMMA
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Tony Somma
Chief Financial Officer,
Secretary and Treasurer
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
registrants and in the capacities and on the dates indicated.
Signature Title Date
Chief Executive Officer
JOHN E. MACK III (Principal Executive Officer) March 28, 2000
- ---------------------------
John E. Mack III
Chief Financial Officer,
Secretary and Treasurer March 28, 2000
TONY SOMMA (Principal Financial and
- --------------------------- Accounting Officer)
Tony Somma
Director March 28, 2000
ANNETTE BECK
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Annette M. Beck
Director March 28, 2000
HOWARD A. CHRISTENSEN
- ---------------------------
Howard A. Christensen
Director March 28, 2000
JOHN B. DICUS
- ---------------------------
John B. Dicus
Director March 28, 2000
MARIA DE LOURDES DUKE
- ---------------------------
Maria de Lourdes Duke
Director March 28, 2000
BEN M. ENIS
- ---------------------------
Ben M. Enis
Director March 28, 2000
DONALD A. JOHNSTON
- ---------------------------
Donald A. Johnston
Director March 28, 2000
DOUGLAS T. LAKE
- --------------------------
Douglas T. Lake
Director March 28, 2000
CARL M. KOUPAL, JR.
- ----------------------------
Carl M. Koupal, Jr.
Director March 28, 2000
JOHN H. ROBINSON
- ----------------------------
John H. Robinson
Director March 28, 2000
JAMES Q. WILSON
- ----------------------------
James Q. Wilson